We have audited the accompanying Standalone Financial Statements of PETRONET LNG LIMITED ("the Company"), which
comprise the Balance Sheet as at 31st March, 2025, the Statement of Profit and Loss (including Other Comprehensive Income),
the Statement of Changes in Equity and the Statement of Cash Flows for the year on that date and notes to the Standalone
Financial Statements, including a summary of the material accounting policies and other explanatory information (hereinafter
referred to as the "Standalone Financial Statements")
In our opinion and to the best of our information and according to the explanations given to us, the aforesaid Standalone
Financial Statements give the information required by the Companies Act, 2013 ("the Act") in the manner so required and give
a true and fair view in conformity with Indian Accounting Standards prescribed under section 133 of the Act ("Ind AS") and
other accounting principles generally accepted in India, of the state of affairs of the Company as at 31st March, 2025, its profit,
total comprehensive income, changes in equity and its cash flows for the year ended on that date.
Basis for Opinion
We conducted our audit of the Standalone Financial Statements in accordance with the Standards on Auditing ("SA"s)
specified under section 143(10) of the Act. Our responsibilities under those Standards are further described in the Auditor's
Responsibilities for the Audit of the Standalone Financial Statements section of our report. We are independent of the
Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India ("ICAI") together
with the ethical requirements that are relevant to our audit of the Standalone Financial Statements under the provisions
of the Act and the Rules made thereunder, and we have fulfilled our other ethical responsibilities in accordance with these
requirements and the ICAI's Code of Ethics. We believe that the audit evidence obtained by us is sufficient and appropriate to
provide a basis for our audit opinion on the Standalone Financial Statements
Emphasis of Matter
We draw your attention to Note 14 to the Standalone Financial Statements regarding recoverability of trade receivables
as at 31st March 2025 include 'Use or Pay' (UoP) dues amounting to Rs.1,421.56 crore (gross) (Rs.952.41 crore (net) after
making a provision of Rs.469.15 crore). These dues have arisen due to lower capacity utilisation by customers under long-term
regasification agreements entered into by the Company. These UoP dues pertain to FY 2022-23 (CY 2022): Rs.694.29 crore, FY
2023-24 (CY 2023): Rs.610.00 crore, and FY 2024-25 (CY 2024): Rs.117.27 crore.
During FY 2023-24, the Board approved a recovery mechanism for UoP dues relating to CY 2021 and CY 2022, in accordance
with agreements reached with customers. As part of this arrangement, the Company received Rs.360.94 crore against CY 2021
dues during the current year. Some of the customers have brought LNG quantities up to 31st March 2025, for which revenue
has been recognised at the prevailing Regasification Rate. Correspondingly, the Company has waived off UoP dues amounting
to Rs.183.71 crore for the year ended 31st March 2025 which consists of Rs. 32.71 crore for CY 2021 and Rs.151.00 crore for CY
2022. The Company has also obtained bank guarantees from customers to secure recovery of these dues.
The Board, at its meeting held on 27th January 2025, approved a recovery mechanism for UoP dues pertaining to CY 2023,
in line with the earlier years. The Company is in the process of implementing this mechanism, which includes securing bank
guarantees from customers.
While some customers have not provided balance confirmations for the UoP dues, management remains confident of recovery,
as the amounts are contractually obligated. As a measure of prudence, the Company has made a time-based provision of
Rs.469.15 crore as at 31st March 2025 (Rs.358.02 crore as at 31st March 2024).
Our opinion is not modified in respect of this matter.
Key Audit Matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the Standalone
Financial Statements of the current period. These matters were addressed in the context of our audit of the Standalone
Financial Statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these
matters. We have determined the matters described below to be the key audit matters to be communicated in our report:
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S
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Key Audit Matter
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Auditor's Response
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No
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1
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Impairment assessment of Kochi Plant
The recoverable value of the Property Plant and
Equipment's capitalized under Kochi Plant of the Company
are dependent on future demand from Kochi Plant.
The determination of recoverable amount of Kochi Plant is
based on the value-in use derived from future free net cash
flow based on management assumptions of operations for
the coming years and from the terminal period. Significant
judgement is required by the Management in determining
value-in-use, including discount rate to be applied and
cash flow projections based on availability of pipeline,
demand of gas etc.
Accordingly, the impairment evaluation of Kochi Plant is
considered to be a key audit matter.
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We assessed the Company's process of assessing the
impairment requirement for Kochi Plant by reviewing
the Impairment Study Report, carried out by an outside
consultant appointed by the Company, and for verification
of the same, following tests were performed:
• Considered if the discounted cash flow models used
to estimate the recoverable amount of Kochi Plant,
based on "Value in Use" (VIU) were in consistent
with Indian Accounting Standard;
• Considered whether the forecasted cash flows in
the impairment model were reasonable and based
upon supportable assumptions;
• Mathematical accuracy of the impairment model
calculations:
We found management's assessment that there is no
immediate case of impairment of Kochi Plant based on
VIU is reasonable.
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2
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Revenue from Contracts with Customers
Accuracy of recognition, measurement, presentation and
disclosures of revenues and other related balances in view
of requirement of Ind AS 115.
The application of Ind AS 115 requires certain key
judgements including identification of distinct
performance obligations and transaction price.
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We assessed the Company's process of identification of
distinct performance obligations and transaction price
and for the same we selected sample contracts, covering
all type of revenue recognized by the Company and
performed the following procedures:
• Considered the terms of the contracts to determine
the transaction price specially to ascertain if there is
any financing component in the arrangement where
advances have been received from the customers.
• Read, analysed and identified the distinct
performance obligations in these contracts.
• Compared these performance obligations with that
identified and recorded by the Company.
• Performed analytical procedures for reasonableness
of revenues disclosed by type and service offerings.
Based on the work performed, we found the management's
assessment of determination of transaction price and
identification of distinct performance obligation is
reasonable.
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3
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Determination of credit impairment on trade receivables
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Our audit procedures in this area included the following:
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Trade Receivables are significant to the Company's
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Assessed the design, implementation and
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Standalone Financial Statements. The Collectability of
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operating effectiveness of internal controls over
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trade receivables is a key element of the company's
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Management's evaluation of the Expected Credit
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working capital management. Due to complexity of
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Loss on trade receivables including historical credit
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contractual terms, as well as ongoing negotiations
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loss.
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with customers, significant judgements are required to
estimate whether any impairment provision is required
against such receivable and accordingly, it was determined
to be a key audit matter in our audit.
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Reviewed contractual terms subject to which
revenue recognised and trade receivables
outstanding in the books.
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Reviewed documents related to ongoing negotiation
with the customers.
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Discussion with management over recoverability of
outstanding dues.
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Reviewing the adequacy and completeness of the
disclosures in Standalone Financial Statements.
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We found management's assessment of credit impairment
is reasonable.
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4
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Contingent liabilities; There are various pending cases
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For legal and regulatory matters, our procedures included
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against which demand has been raised by different
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following:
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authority.
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Assessing the processes and control over legal
matters;
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Reviewing the Group's significant legal matters and
other contractual claims;
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Performing substantive procedures on the
underlying calculations of potential liability;
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Where relevant, reading external legal opinions
obtained by management;
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Where relevant, obtaining written confirmation
from external legal counsels on the status of the
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cases
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Reviewing the adequacy and completeness of the
company's disclosures.
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Based on the work performed, we found the disclosures
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made
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by the management in Standalone Financial
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Statements are sufficient.
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Information Other than the Standalone Financial Statements and Auditor's Report Thereon
The Company's Board of Directors is responsible for the other information. The other information comprises the information
included in the Management Discussion and Analysis, Board's Report including Annexures to Board's Report, Business
Responsibility and Sustainability Report, Corporate Governance and Shareholder's Information, but does not include the
Standalone Financial Statements and our auditor's report thereon. The other information in annual report is expected to be
made available to us after the date of this auditor's report.
Our opinion on the Standalone Financial Statements does not cover the other information and we do not express any form of
assurance conclusion thereon.
In connection with our audit of the Standalone Financial Statements, our responsibility is to read the other information and,
in doing so, consider whether the other information is materially inconsistent with the Standalone Financial Statements or our
knowledge obtained during the course of our audit or otherwise appears to be materially misstated.
If, based on the work we have performed on the other information obtained prior to the date of this auditor's report, we
conclude that there is a material misstatement of this other information; we are required to report that fact. Reporting under
this section is not applicable as no other information is obtained at the date of this auditor's report.
Responsibilities of Management and Those Charged with Governance for the Standalone Financial Statements
The Company's Board of Directors is responsible for the matters stated in Section 134(5) of the Act with respect to the preparation
of these Standalone Financial Statements that give a true and fair view of the financial position, financial performance,
including other comprehensive income, changes in equity and cash flows of the Company in accordance with the accounting
principles generally accepted in India including Ind AS specified under section 133 of the Act. This responsibility also includes
maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the
Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting
policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance
of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the
accounting records, relevant to the preparation and presentation of the Standalone Financial Statements that give a true and
fair view and are free from material misstatement, whether due to fraud or error.
In preparing the Standalone Financial Statements, the Board of Directors is responsible for assessing the Company's ability to
continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of
accounting unless the Board of Directors either intends to liquidate the Company or to cease operations, or has no realistic
alternative but to do so.
The Company's Board of Directors are also responsible for overseeing the Company's financial reporting process.
Auditor's Responsibilities for the Audit of the Standalone Financial Statements
Our objectives are to obtain reasonable assurance about whether the Standalone Financial Statements as a whole are
free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion.
Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with SAs
will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered
material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users
taken on the basis of these Standalone Financial Statements.
As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticism throughout
the audit. We also:
• Identify and assess the risks of material misstatement of the Standalone Financial Statements, whether due to fraud
or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient
and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from
fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions,
misrepresentations, or the override of internal control.
• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate
in the circumstances. Under section 143(3)(i) of the Companies Act, 2013, we are also responsible for expressing our
opinion on whether the company has adequate internal financial controls with reference to Standalone Financial
Statements in place and the operating effectiveness of such controls.
• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related
disclosures made by management.
• Conclude on the appropriateness of management's use of the going concern basis of accounting and, based on the
audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant
doubt on the Company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are
required to draw attention in our auditor's report to the related disclosures in the Standalone Financial Statements or,
if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up
to the date of our auditor's report. However, future events or conditions may cause the Company to cease to continue
as a going concern.
• Evaluate the overall presentation, structure and content of the Standalone Financial Statements, including the
disclosures, and whether the Standalone Financial Statements represent the underlying transactions and events in a
manner that achieves fair presentation.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the
audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with relevant ethical requirements
regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought
to bear on our independence, and where applicable, related safeguards.
From the matters communicated with those charged with governance, we determine those matters that were of most
significance in the audit of the standalone financial statements of the current period and are therefore the key audit matters.
We describe these matters in our auditor's report unless law or regulation precludes public disclosure about the matter or
when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because
the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such
communication.
Report on Other Legal and Regulatory Requirements
1. As required by Section 143 (3) of the Act, based on our audit we report that:
i. We have sought and obtained all the information and explanations which to the best of our knowledge and belief were
necessary for the purposes of our audit.
ii. In our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our
examination of those books.
iii. The Balance Sheet, the Statement of Profit and Loss including Other Comprehensive Income, the Statement of Changes
in Equity and the Statement of Cash Flow dealt with by this report are in agreement with the books of account.
iv. In our opinion, the aforesaid Standalone Financial Statements comply with the Ind AS specified under Section 133 of the
Act.
v. On the basis of written representations received from the directors as on 31st March, 2025 and taken on record by the
Board of Directors, none of the directors is disqualified as on 31st March, 2025 from being appointed as a director in
terms of Section 164(2) of the Act.
vi. With respect to the adequacy of the internal financial controls with reference to Standalone Financial Statements of the
Company and the operating effectiveness of such controls, refer to our separate report in "Annexure A".
vii. With respect to the other matters to be included in the Auditor's Report in accordance with the requirements of section
197(16) of the Act, as amended, in our opinion and to the best of our information and according to the explanations
given to us, the managerial remuneration paid / provided by the Company to its directors during the year in accordance
with the provisions of section 197 of the Act.
viii. With respect to the other matters to be included in the Auditor's Report in accordance with Rule 11 of the Companies
(Audit and Auditors) Rules, 2014, as amended, in our opinion and to the best of our information and according to the
explanations given to us:
i. The Company has disclosed the impact of pending litigations on its financial position in its Standalone Financial
Statements - Refer Note No. 37 to the Standalone Financial Statements.
ii. The Company did not have any long-term contracts including derivative contracts for which there were any material
foreseeable losses as at 31st March 2025.
iii. There has been no delay in transferring amounts, required to be transferred, to the Investor Education and
Protection Fund by the Company.
iv. (a) The management has represented to us that, to the best of its knowledge and belief, no funds (which are
material either individually or in the aggregate) have been advanced or loaned or invested (either from borrowed
funds or share premium or any other sources or kind of funds) by the company to or in any other person(s) or
entity(ies), including foreign entities ("Intermediaries"), with the understanding, whether recorded in writing
or otherwise, that the Intermediary shall, whether, directly or indirectly lend or invest in other persons or
entities identified in any manner whatsoever by or on behalf of the company ("Ultimate Beneficiaries") or
provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries;
(b) The management has also represented to us that, to the best of its knowledge and belief, no funds (which are
material either individually or in the aggregate) have been received by the company from any person(s) or
entity(ies), including foreign entities ("Funding Parties"), with the understanding, whether recorded in writing
or otherwise, that the company shall, whether, directly or indirectly, lend or invest in other persons or entities
identified in any manner whatsoever by or on behalf of the Funding Party ("Ultimate Beneficiaries") or provide
any guarantee, security or the like on behalf of the Ultimate Beneficiaries; and
(c) Based on audit procedures performed that have been considered reasonable and appropriate in the
circumstances, nothing has come to our notice that has caused us to believe that the representations under
sub-clause (i) and (ii) of Rule 11(e) of the Companies (Audit and Auditors) Rules 2014, as provided under (a)
and (b) above, contain any material misstatement.
v. The dividend declared or paid during the year by the Company is in compliance with section 123 of the Companies
Act, 2013.
vi. Based on our examination, which included test checks, the company has used accounting software for maintaining
its books of account for the financial year ended March 31, 2025 which has a feature of recording audit trail (edit
log) facility and the same has operated throughout the year for all relevant transactions recorded in the software.
Further, during the course of our audit, we did not come across any instance of audit trail feature being tampered
with and the audit trail has been preserved by the Company as per the statutory requirements for record retention.
2. As required by the Companies (Auditor's Report) Order, 2020 ("the Order") issued by the Central Government of India in
terms of Section 143(11) of the Act, we give in the "Annexure B" a statement on the matters specified in the paragraphs
3 and 4 of the said Order to the extent applicable.
For V. Sankar Aiyar & Co.
Chartered Accountants
ICAI Firm Regn No. 109208W
(Ajay Gupta)
Partner
Place: New Delhi Membership No. 090104
Date: 19 May 2025 ICAI UDIN: 25090104BMILEN4644
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